Abstract: We propose a NEWFIRM survey imaging the \spitzer Deep Wide-Field Survey (SDWFS) region. This program is designed to enable a broad variety of investigations, ranging from detecting the first generation of galaxy clusters, to finding elusive Y-class field brown dwarfs, to measuring the diffuse infrared background from primordial galaxies. The power of this survey is the combination of deep, wide-area NIR imaging with existing deep optical imaging (NDWFS) and \spitzer data from the 267 hr SDWFS \irac legacy project. This combination permits robust photometric redshifts for L^* galaxies to z>3 and color selection of faint, red sources. With these data sets we can detect galaxy clusters to z>2, AGN to z>7, and brown dwarfs with T<500 K. We will also measure the growth of massive (L>L^*) galaxies since z=3. We have previously demonstrated our ability to derive robust photometric redshifts, and have performed many of these analyses at lower redshift (and for warmer brown dwarfs) using shallower data. With the proposed program we will cover a total volume of 0.23 Gpc^3 at z<3 - equivalent to the SDSS volume locally - making this survey by far the largest to explore this redshift regime.